| Mon 22 Feb 2010, 13:41 | | CVI/REM/ZED - Capevin Investments/Remgro/Zeder - R |
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CVI REM ZED
CVI REM ZED
CVI/REM/ZED - Capevin Investments/Remgro/Zeder - Results of the mandatory
offers to the shareholders of Capevin Investments and Capevin Holdings Limited
("Capevin Holdings")
Capevin Investments Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1979/007263/06
Share Code: CVI
ISIN Code: ZAE000136446
("Capevin Investments")
Remgro Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1968/006415/06
Share Code: REM
ISIN Code: ZAE000026480
("Remgro")
Zeder Investments Limited
(Incorporated in the Republic of South Africa)
Registration Number: 2006/019240/06
Share Code: ZED
ISIN Code: ZAE000088431
("Zeder")
RESULTS OF THE MANDATORY OFFERS TO THE SHAREHOLDERS OF CAPEVIN INVESTMENTS AND
CAPEVIN HOLDINGS LIMITED ("Capevin Holdings")
Shareholders of Capevin Investments and Capevin Holdings are referred to the
joint announcements published on SENS and in the press on 8 January 2010 and
26 January 2010, regarding the mandatory offers made by Zeder and Remgro (or
any wholly owned subsidiary of Remgro nominated by it) ("the Offeror
Companies") to the shareholders of Capevin Investments (other than Remgro and
its wholly owned subsidiaries) and Capevin Holdings (other than Zeder and
Remgro International Holdings (Pty) Limited), to acquire all of their ordinary
shareholding in Capevin Investments and Capevin Holdings ("the mandatory
offers").
As set out in the joint announcement of 26 January 2010, the mandatory offers
opened for acceptance on Monday, 25 January 2010 at 09:00 and closed on Friday
19 February 2010 at 12:00.
Shareholders are reminded that all shares acquired in terms of the mandatory
offers were to be allocated between the Offeror Companies on the following
basis:
1. all shares were to be acquired by Remgro (or any wholly owned subsidiary
of Remgro nominated by it) until such time as the effective shareholding
of Remgro (and its wholly owned subsidiaries) in Capevin Investments
equaled that of Zeder on a "see-through" basis; and
2. if and when Remgro achieved the level of effective shareholding in
Capevin Investments as described in paragraph 1 above, any remaining
shares acquired in terms of the mandatory offers would be acquired in
equal proportions by Remgro and Zeder.
Shareholders are advised that sufficient acceptances were not received in
terms of the mandatory offers to enable Remgro to achieve the level of
effective shareholding in Capevin Investments referred to in paragraph 1 above
and, as a result, all shares surrendered in terms of the mandatory offers, as
set out in the table below, were allocated to Remgro`s nominee:
OFFEREE COMPANY NUMBER OF SHARES SURRENDERED IN PERCENTAGE OF
TERMS OF THE MANDATORY OFFERS TOTAL ISSUED SHARE
CAPITAL
CAPEVIN INVESTMENTS 6 556 0.02%
CAPEVIN HOLDINGS 8 979 292 2.00%
Shareholders are referred to the joint announcement of 26 January 2010, which
sets out the manner of, and period within which, settlement of the offer
consideration must be made.
By order of the Capevin Investments Board
Stellenbosch
22 February 2010
By order of the Remgro Board
Stellenbosch
22 February 2010
By order of the Zeder Board
Stellenbosch
22 February 2010
Transaction adviser and sponsor to Zeder and Capevin Investments: PSG Capital
(Proprietary) Limited
Merchant bank and sponsor to Remgro: Rand Merchant Bank (a division of
FirstRand Bank Limited)
Legal adviser to Remgro: Webber Wentzel Attorneys
Date: 22/02/2010 13:23:02 Produced by the JSE SENS Department.
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employees and agents accept no liability for (or in respect of) any direct,
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howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
